DEF 14A: The First of Long Island Corporation Announces Annual Meeting of Stockholders

The First of Long Island Corporation will hold its annual meeting of stockholders on April 16, 2024, via live webcast.

Summary

• The First of Long Island Corporation is holding its Annual Meeting of Stockholders on April 16, 2024, at 10:00 A.M., Eastern Time, exclusively via live webcast.
• Stockholders of record as of March 4, 2024, are entitled to notice of and to vote at the meeting.
• The meeting will address the election of four directors for two-year terms, a non-binding advisory vote on executive compensation, and the ratification of Crowe LLP as the independent registered public accounting firm for 2024.
• As of March 4, 2024, there were 22,462,725 shares of Common Stock outstanding and entitled to vote.
• BlackRock, Inc. beneficially owns 1,957,196 shares (8.71%), and The Vanguard Group beneficially owns 1,136,072 shares (5.06%).
• The Board has nominated Paul T. Canarick, Peter Quick, Denise Strain and Eric J. Tveter for election as Class II directors to serve two year terms.

Sentiment

Score: 6

Explanation: The document is primarily factual and procedural, related to the annual meeting. While financial performance metrics show a decline, the overall tone is neutral, focusing on governance and compliance.

Positives

• The company is providing equal access to the annual meeting by holding it online.
• The Board is recommending a vote FOR all named nominees.
• The Board strongly encourages each of its members to attend the Annual Meeting of Stockholders.
• The Board has determined that the Chairman of the Board will be an independent director.
• Management and staff at all levels are expected to behave in an honest, fair, ethical and legal manner in all circumstances.

Negatives

• Net Income decreased from $46,932,000 in 2022 to $26,239,000 in 2023.
• Diluted Earnings per Share decreased from $2.04 in 2022 to $1.16 in 2023.
• Return on Average Assets (ROA) decreased from 1.11% in 2022 to 0.62% in 2023.
• Return on Average Equity (ROE) decreased from 12.13% in 2022 to 7.14% in 2023.

Risks

• The document mentions significant risks facing the Corporation are set forth in an Enterprise Risk Management document.
• The Corporation faces risks such as credit risk, interest rate risk, liquidity risk, and cybersecurity risk.
• The document mentions the risk of succession planning and the need for smooth transitions should Board members or key members of executive management retire or otherwise leave the employ of the Corporation.

Future Outlook

The document does not contain specific forward-looking statements beyond the routine business to be conducted at the annual meeting.

Management Comments

• Christopher Becker, President and Chief Executive Officer, urges stockholders to vote their proxy promptly.
• Management and staff at all levels are expected to behave in an honest, fair, ethical and legal manner in all circumstances.
• We firmly believe that our high standard of ethical behavior will maintain the favorable reputation of the Corporation in the marketplace and ensure it remains a great place to work, be a stockholder and be a customer.

Industry Context

The document provides standard information related to the annual meeting of stockholders, including voting matters, director information, and executive compensation, which is typical for publicly traded companies in the financial services industry.

Comparison to Industry Standards

• The document mentions a peer group of twenty-one publicly-held bank holding companies located in the Banks general geographic area with total assets averaging approximately $5.2 billion.
• The peer group includes: ACNB Corporation, Arrow Financial Corporation, BCB Bancorp, Inc., Cambridge Bancorp, C&F Financial Corporation, Chemung Financial Corporation, CNB Financial Corporation, Enterprise Bancorp, Inc., Financial Institutions, Inc., Flushing Financial Corporation, HarborOne Bancorp, Inc., Kearny Financial Corp., Northfield Bancorp, Inc., Orrstown Financial Services, Inc., Peapack-Gladstone Financial Corporation, Primis Financial Corp., Tompkins Financial Corporation, TrustCo Bank Corp NY, Univest Financial Corporation, Washington Trust Bancorp, Inc. and Western New England Bancorp, Inc.
• The Compensation Committee benchmarks total target remuneration for executive officers to the 50th percentile of the Banks peer group.

Management Changes

Corporate Governance

Related Party Transactions

• The Corporations Corporate Governance Guidelines require the Board to conduct an appropriate review of all related party transactions for potential conflict of interest situations.
• The Bank has had, and expects to have in the future, banking transactions in the ordinary course of its business with directors, executive officers, principal stockholders of the Corporation and their associates.
• Such transactions, including borrowings and loan commitments, are made in the ordinary course of business on substantially the same terms, including interest rates and collateral, as those prevailing at the time for comparable transactions with others and, in the opinion of management, do not involve more than a normal risk of collectability nor do they present other unfavorable features.

Stakeholder Impact

• The document outlines matters to be voted on by stockholders, including director elections and executive compensation.
• The document describes the Corporations commitment to the success and development of our employees and provides opportunities for personal and professional growth.
• The document describes the Corporations commitment to our communities.
• The document describes the Corporations respect for the environment.

Next Steps

• Stockholders are urged to vote their proxy promptly.
• The Board will consider stockholder concerns regarding executive compensation based on the advisory vote results.
• The Audit Committee will reconsider its selection of Crowe LLP if stockholders do not ratify the appointment.

Key Dates

Keywords

Annual Meeting, Stockholders, Directors, Executive Compensation, Proxy Statement, Governance, Voting, Audit, Risk Management, Compensation